


A Beautiful Friendship

by KaidaShade



Series: A Beautiful Friendship [1]
Category: Transformers - All Media Types, Transformers: Prime
Genre: Gen, Gladiators, Knock Out's build-a-husband workshop, M/M, Medical procdures, Not in a kinky way, Okay i lied it's p shippy, Origin Story, Pre-War, Shippy if you Squint, Somewhat Violent, Unnamed side characters with a really gross sense of humour, as my friend put it, mild robot gore, okay I lied it's not a one shot
Language: English
Status: In-Progress
Published: 2016-09-02
Updated: 2017-01-11
Packaged: 2018-08-12 16:05:44
Rating: Teen And Up Audiences
Warnings: Creator Chose Not To Use Archive Warnings
Chapters: 6
Words: 13,946
Publisher: archiveofourown.org
Story URL: https://archiveofourown.org/works/7940713
Author URL: https://archiveofourown.org/users/KaidaShade/pseuds/KaidaShade
Summary: <blockquote class="userstuff">
              <p>The gladiator pits are a place of death and destruction, and only the very brave or very desperate willingly throw themselves into their maw.  But for one down-and-out, it might be a chance to rebuild himself.</p><p>Or at least, for someone else to rebuild him after he gets the scrap beaten out of him.</p>
            </blockquote>





	1. Chapter 1

**Author's Note:**

> I've been thinking about this for a while. There's something else in the works to explain how Knock Out got to this point but who knows if that will ever get anywhere. Message me if you want to talk headcanons, my tumblr is spamformers.

The summer heat in Kaon was as fierce as the furnaces that lit up its skies in the evening, and there was nothing that could make bots quite so aggressive as that oppressive swelter.  The gladiator pits thronged in summer, the roars of the crowds and the clash of metal on metal could be heard from streets away, and within the circular construction it was almost deafening.   All who worked and lived there were used to the noise though, and Knock Out was no different in that regard, though in most others he stuck out like a broken wing.  His crimson, gleaming plating set him apart from the scratched and battered gladiators in the pit and the smaller, drab cleaners and attendants that scuttled around behind the scenes, and he liked it that way.   He didn't want to be mistaken for either, after all, certainly not after he'd seen the fates of so many in the ring.

 

The roar from beyond the tunnel where he currently lurked reached a crescendo, the announcers gleeful voice booming out from speakers as it died away, too distorted down here to be understood.   It didn't matter; Knock Out knew the result of the bout.  Everyone knew what the result would be, the moment Megatronus stepped into the ring.  He sighed and stood up from his spot against the wall as less amplified voices approached, uncrossing his arms to eye the unfortunate bot being dragged out of the ring by two attendants shorter even than Knock Out. “Don't think there's much to be done for this one doc, unless you've got a good line in reattaching heads!”  one of them called, and the other cackled nastily.  Knock Out found himself smiling; you developed a cruel sense of humour working here.  

“He'll do for parts I suppose.  You know the drill by now.  Just try not to make too much mess, hmm?  Waste of energon to get it all over the floor.”  he replied smoothly as they passed, mouth curling distastefully at the glowing blue trail leading back the way they'd come.  Not that they ever sent anyone into the ring with even a half-full tank; fuel was too precious to waste on the doomed here.  The pair made vague agreeing noises and left him standing alone, and he resumed his leaning spot for a few minutes before changing his mind.

 

When he'd first struck his deal with the pit owners, he'd watched every bout he could when he wasn't occupied with patients, considering the free entertainment a perk of the job.  Before, he'd never had the credits to afford to go and see a match, but they quickly lost their appeal.  When you had to put the professionals back together the life of a gladiator definitely didn't seem glamourous.  Nowadays he only really bothered with the amateur fights.  They reminded him that at least he'd never been that badly off or that desperate.  This one was no different, though he almost felt a twinge of pity for the small, orange-faced bot that had been paired against a much larger, bulkier opponent.  Even from here he could see his hands shaking as they clenched into fists, standing across from his massive adversary and looking decidedly fragile.  There was little doubt how this fight would end, even if unassuming bots sometimes had something unexpected under their plating.

 

Knock Out didn't really listen as the announcer introduced the two; the story would be faked anyway, something about a grudge or fighting over the affections of a mutual lover depending on how creative they were feeling today.  The two in the ring probably didn't even know each other, were probably both just after their next meal.  The bell rang to signal the beginning of the fight and at first nothing happened, the smaller bot circling away warily, trying to spot a weakness he might somehow be able to exploit.  His opponent was slower, but the wrecking ball he transformed from his arm would compensate for that; he suspected one blow would be enough to decide this, and the big bot knew it too.  He didn't bother chasing after the smaller one, just turned to keep him in view and waited for him to crack.

 

It didn't take long.  The smaller bot feinted left, charged right, and his fist connected somewhere around his opponents waist.  The fickle crowd roared at his bravery, then again louder when that wrecking ball collided with his chassis hard enough to throw him off his feet to crash to the ground several lengths away, energon oozing through a crack in his plating.  Knock Out caught himself wincing as he stood up from the wall.  If he was smart, he'd stay down, the fight would be called and he'd probably survive a wound like that even if he couldn't pay for treatment.

 

He wasn't smart.  With a grunt of effort he forced himself to his feet, bringing his fists up as though that might protect him from another hit and facing his opponent.  The bigger bot, to his credit, didn't seem all that enthusiastic about hitting him again.  He hung back and said something in a low, indistinct rumble that Knock Out couldn't quite catch, holding up a hand, but the smaller bot bared his teeth and lunged for him again as though angered by any suggestion that he might give up.  His effort was for nothing though, another blow putting him on the ground before he could land any of his own.  The medic was certain he would stay down this time, by choice or otherwise, but he was proved wrong.  He stood, attacked, was thrown to the ground again, one arm sparking and hanging on by a few cables, and still he forced himself up again.  And again.  And again.  The crowd ate it up, their noise and their stamping feet vibrating the stands above Knock Out’s head enough for dust to rain down on his head.  Normally such an affront to his paint job would be his primary concern but he was as transfixed as they were, spark in his throat as every time he willed the small bot to stay down.  He'd thought him brave at first, but this was the kind of iron-willed insanity you usually only saw in seasoned fighters and bots with nothing to lose.

 

It felt like the fight- if it could really be called that- dragged on for an eternity.  The ground was splattered and streaked with energon, matching the glowing rivulets running from dozens of cracks and crushing dents in the smaller bots armour.  The arm had been ripped off at some point and lay wrecked on the other side of the arena, his other hand crushed, and Knock Out didn't know how he was even still conscious after some of the hits to the head he'd taken.  But even now, it seemed, he was going to get up.  He dragged one leg up under him, the other dangling as a useless prop at best, and he even stayed on his feet for a moment before his knees buckled and he keeled over onto the ground. 

 

There was stunned silence for a moment before the crowd erupted, the victor’s massive hand thrust into the air by a far smaller official while the attendants scurried to clean up his mess.  The bulky bot didn't look entirely enthused about his victory, but Knock Out had already turned his back on the scene.  That was none of his concern now.  The squeak of wheels and a shout of his name behind him made him look back, his scarlet eyes bright in the dimness of the tunnel.  “What?”

“Reckon this one’s still alive, doc.”  one of the attendants called, prodding the body of the fallen bot on their cart, which elicited a staticky groan.  “Vocaliser’s still workin’ at least.”

“You want us to finish him off so you don't gotta?”  the other attendant added, engine revving at the prospect.

“No.”  Knock Out strode back to them, shoving the first aside roughly to get a closer look.  He could hardly believe it, but they were right.  The faintly flickering amber glow of one optic was still visible beneath the lid, and a pulse fluttered beneath his claws when he touched them to the bot’s battered chestplate.  “Bring him to my office.  I think he might be more use to me alive.”

 

It would be a lot of work, a test of his skills like no other, but Knock Out could only imagine what that stubbornness, that refusal to surrender, could do in a body able to take the punishment.  He could use a bot like that, especially one that owed him…

 

The attendants were gawking at him, disbelieving.  Knock Out didn’t do anything for free in their experience.  “What?  Don't stare at me,  _ move!” _

 

\-------

 

Waking up was like trying to swim through crude oil.  His body felt heavy, limbs like chunks of unresponsive lead dragging him down, and he didn't know how long he lay there unseeing and unhearing, aware only that he was aware.  It took a while for his memory to reboot, and from there he managed surprise that the was aware at all, and further surprise that, considering, he was in very little pain.  There was an ache that nagged at the edge of his perception, but beyond that all was well.

 

Was he dead?  

 

If so, being one with the Allspark was a lot more boring than he'd expected.  

 

Gradually he became aware of a voice, muffled as if through water at first but becoming more distinct as his audio receptors warmed up, and he tried to open his eyes and see who was talking but found the lids far too heavy to move.  The strange calm that had held him since he'd come online began to fizzle at the edges with anxiety, spiking as the owner of the voice moved closer to him.  Talking to themself, by the sound of it, technical language that he couldn't even place, let alone understand.  Where was he?  The last place he remembered was the gladiator pits, but that couldn't be right.  He should be dead.  Right?

 

The voice was humming to itself now, deep and melodious, and even if he could have moved he wasn't sure it was a good idea to show any sign of life.  There was only one reason he could think of that someone would have kept him alive, and he was pretty sure he didn't want to be around for that.  Maybe if he played at stasis, this bot would leave him alone and he could figure out a way to escape.

 

A slender, cool hand touched the side of his head and, despite everything, his eyes snapped open and he flinched away, then immediately squeezed them shut again against the bright light.  Great, worst time for his motor functions to kick back in!  The hand disappeared with a sharp yelp of surprise from its owner, and he caught a flash of red when he dared to crack open an eye again.  “Well!  Welcome back!”  The voice said, a pale face looming into his field of view, bright red rings peering curiously at him.  “I wasn't expecting you online for a few days yet… if ever… I'm not quite finished.  You're welcome, by the way.”

That was an awful lot of words to process all at once, and he squinted at the other bot for long enough to make him start fidgeting nervously before managing a staticky “What?”

The red-eyed bot cocked his head at him and leaned against a table a few feet away.  Racing frame, he thought dimly, real shiny for Kaon.  He looked so small though, maybe a two-wheeler?  

 

“What's the last thing you remem- no, no, don't try to move yet or you're going to-”  There was a clang and a spike of pain and it took him a moment to realise that he'd tried to lift his hand to his face only to misjudge the distance horribly and smack himself.  Through his fingers he saw the other bot wince and get up to help him.  Were his hands always that big?  Urgh.  “There's still some calibration to be done I'm afraid.  Take it slow and think, what do you remember?”

He frowned, “The Pits… I was in a fight… Bulkhead!”

“Oh, you know him?”

“Yeah!  We were on the same crew, I thought… frag.  He… he beat the scrap outta me, I thought I was gonna…”  He tailed off, because evidently he hadn't.

“You nearly did.  It took a lot of work for me to put you back together you know.”  The red bot moved around behind his head, and he tried not to flinch as those slim fingers started tinkering with  _ something  _ that sent waves of tingling sensation rolling down his limbs.  “What's your designation by the way,  I never caught it.”

“Who wants to know?” the response came automatically, though he immediately felt sort of stupid.  Still, the red bot seemed unruffled by it.

“Call me Knock Out.  Relax, I'm a doctor.”

“...Breakdown.  You don't look like a doctor…”

“Hmph.  I fixed you, that practically makes me a miracle worker.  Try moving your fingers.  Just your fingers mind.  I don't want to alarm you but… well, there's been some changes.”

 

Breakdown shifted his gaze back up at the so-called doctor’s face, sceptical.  His fingers still felt heavy and clumsy, but they moved when he curled his fist and straightened it out again.  Knock Out’s expression was carefully neutral, fingers tapping against his chin, and for the first time Breakdown noticed his claws.  What kind of doctor was this bot?  “What changes?”  He asked warily, trying to lift his head only to realise he couldn't see past his own chest.  He wasn't imagining that.  He'd never been that bulky.  He felt as much as saw the medic squirm, “What did you do to me?”

“Well…look.  I don't exactly have a great selection of spare parts, and most of them come from bots a little.. bigger than you are.  Er.  Were.  So… congratulations on the upgrade?”

 

There was something immensely satisfying about the way Knock Out leapt back with a yelp of protest when Breakdown lurched upright.  There was something decidedly less satisfying about the way his head swam with vertigo as it ended up far higher than he'd expected, and he might have keeled over sideways if the medic hadn't grabbed his arm.  While he was lying down he'd looked a normal size, but from up here he looked like a fragile minicon or something. But no, Breakdown realised as he gazed down at his hands, ignoring the doctor’s admonishments.  He was just huge.  He watched his hands move, stared at his legs still on the table he'd been lying on, then very carefully reached up to touch his chestplate.  He felt the low rumble of an engine far more powerful than he remembered, the thrum of his spark the same as ever.  Knock Out gestured towards a tarnished mirror on the other sideof the room and, with the doctor warning him to take it  _ slowly _ , damn it, he got to his new, ungainly legs and moved to take a look at himself.

 

He didn't recognise the bot staring back at him for a second.  Sure, the face was the same aside from some missing paint and the amber eyes reflected in the glass were his own, but he didn't recognise the rest of him.  He'd only seen bots this big and bulky in the arena or on the heaviest construction projects.  Most of his body was bare metal but none of the remaining scraps of paint matched from limb to limb, and he didn't want to think too hard what Knock Out’s source of spare parts might be.

 

“You did this to me?”  He asked after several minutes of silent staring, awed and perhaps a little afraid.  

“I did.”  Knock Out seemed less certain than he had, feet planted as though he expected to have to dodge something.

“Why?  What do you want from me?”  He couldn't pay for an upgrade like this.  He was pretty sure nobody in Kaon could have.  “You think I can afford this?”

“No.  I know creditless and desperate when I see it.  You couldn't have paid me for a patch job, this is a complete rebuild.  You're a masterpiece.”  

“Then what?”

 

Silence for a moment while the medic considered his words.  “It's not easy being a doctor out here you know.  Patients get rowdy, sometimes if they're delirious they attack me, and you understand that I don't especially enjoy getting scratched up.  And then there's the ones who think they can threaten me into working for free because they're big or they have big friends.”  He rain his eyes over Breakdown pointedly.  “So, I thought, perhaps I should obtain a big friend of my own.  Someone who needs a fresh start in life, perhaps, someone who would be grateful and willing to cut a deal.”

“And why shouldn't I just follow in their tyre tracks, huh?”  He took a step towards the medic, who tensed but held his ground.

“Because you owe me.  But I'm not asking you to be a slave, of course not.”  Breakdown’s eyes narrowed and the medic waved a hand, more casual than the flare of his plating implied, “This will be a mutually beneficial deal.  You assist in my work, protect me, and in return you keep a full tank, a roof over your head and a few credits to your name.  Once your debt is paid off perhaps that could even increase.”  

It was tempting.  He couldn't deny that, and perhaps being the medic’s lackey would keep other problems off his bumper.  He wouldn't mind not getting shoved around by bigger bots, always being hungry and overworked.  But this could still be a trick, somehow.  “Why me?”

“Because…”  The medic hesitated, bright eyes flicking down and away as he folded his arms defensively, “I like your spirit.  You knew you were beaten the moment you walked into that ring and you didn't give up even when you couldn't even stand up.  I appreciate that in a bot.”  He said, awkwardly sincere, then the cockiness of before returned and he added, “besides, I need to push my genius occasionally and I doubt there's another doctor this side of Iacon who could have saved you, so even if you refuse me you'll be a fantastic advertisement and make me a lot of money.”

 

Breakdown snorted, much to the medic’s disgust.  “You're really something.”

“So I've been told, yes,”  Knock Out sniffed, “So are you going to say yes or do I have to throw you out without fixing your paintwork?”

“Okay, okay.  Yes, I'll work for you.  You can't be the worst boss I ever had.”

 

Knock Out’s smile was disarmingly attractive, and as he reached to shake Breakdown’s hand he said, “You know Breakdown, I think this could be the start of a beautiful friendship.”

  
Breakdown was not inclined to disagree.


	2. Chapter 2

**Summary for the Chapter:**

> The plot thickens...

Working for Knock Out was… something. Breakdown wasn't quite sure what he'd been expecting from the bright little medic- and wasn't it so strange, calling him ‘little’ when he was certain they would have been the same height a mere week ago- but he hadn't expected a break of all things before he got started. Or a respray, and being allowed to pick the colours had been a weird thrill. Still, a couple of days to recover and get used to his new body had been wonderful, and he'd quickly gone from woefully clumsy, banging his head and tripping over and dropping thing as, to some level of competence. Knock Out was quick to reward success and largely ignored his bumbling, just quirked a brow ridge whenever he knocked something over and expected him to set it right. Eventually Breakdown even stopped flinching when those striking eyes fell on him.

He spent most of that time in Knock Out’s medbay, watching him treat patients and learning his system. What had seemed like grim chaos was in fact incredibly organised: the limbs dangling from the ceiling were all fastidiously clean and organised by size, any interesting weaponry or tools labelled in the doctor’s nigh-incomprehensible handwriting; Energon bags and cubes and the various drugs Knock Out had acquired- through means best not discussed- stayed in a separate room out of sight where nobody would consider pilfering them; and careful placement of mirrors meant that Knock Out could see everything that went on wherever he happened to be.

“You're a fast learner,” the doctor had remarked the first time he'd asked him to fetch something and he'd found it immediately, and faint though it was the praise had had him smiling for the rest of the day. He'd had precious little of it in his life after all. Indeed, Knock Out seemed strangely free with compliments, though he often swung it round to be self-congratulatory as well. After all, of course he was recovering quickly, he had all the attention of a genius. Breakdown suspected but didn't say that it probably had more to do with good fuel, enough rest and a very attentive medic checking him over and tweaking various perceived flaws several times a day, rather than any inherent genius on Knock Out’s part. The medic was skilled, yes, but Breakdown got the feeling sometimes that he was trying things he thought would work and covering for it later, rather than things he knew for sure would work. 

Still, Knock Out didn't pry into his past and he didn't pry into the doctor’s, and they got along well. Knock Out had a dark sense of humour that Breakdown could appreciate and in return seemed delighted that Breakdown wasn't ‘the usual brain dead hulks I have to deal with who can't string three words together’. Knock Out was first and foremost his boss and wasn't shy about ordering him around, but they were friendly, the work was easy and time virtually flew by for a good month before anything ruined it.

Breakdown was in the back room sorting through supplies when it happened. The chime on the public access door pinged and he heard Knock Out leave whatever he was doing to attend; he could imagine the charming smile he put on for his paying customers sliding into place, replacing the careful respect he showed for the gladiators or the scowl and admonishment for being stupid that the other staff got. 

“Well, good morning, what can I do for you?” Knock Out purred, leaning on his desk to eye the newcomers. He'd been told he looked more like a racer or, less flattering, an escort than a doctor, and may be he played up to the image a little. It didn't hurt to charm, especially not when the three bots who'd just swaggered through your door bore the elaborate decals and neon-glowing dental plates of one of Kaon’s nastiest gangs. “Looking for a few upgrades perhaps, bodywork? I'm running a special on resprays”  
“We’'re lookin’ for someone.” the middle one growled; direct, to the point. Rude. Out of the corner of his eye Knock Out spotted Breakdown tense in the other room. Uh oh. At least the thugs couldn't see the mirror. “‘bout this tall, grey, orange faceplates, looks like he's gonna purge his exhaust half the time. Last we heard he'd gone in the arena, reckoned he'd end up here.” The other two bots were peering around the medbay suspiciously, though one of them looked a little perturbed. Honestly, what was it about dismembered limbs that upset people so much, KO thought, then realised he really should be focusing on the matter at hand.  
“Hmm,” He said, stroking his fine fingertips over his chin as though he was struggling to remember. “I see so many corpses in a day, it's hard to remember one specific bot but… ah, yes. That one I do remember. Nice little engine, shame there wasn't much else left of him really. You didn't need him for anything important did you?”  
The gangster scowled and for a moment Knock Out thought he’d seen through the ruse. He kept his expression carefully neutral, almost bored, while he consulted with his cronies. In the end though, nobody got violent and he could vent a very quiet sigh of relief.  
“Our boss wants him, little waste of scrap belongs to us. But if he’s dead he’s useless. Unless you’ve got the parts.”  
“Already been sent to the smelting pits. Nothing I could use.” Knock Out shrugged. “I'm sorry for your loss.”  
“You bein’ smart with me, prettybot?”   
“Me? No sir, I wouldn't dream of it.”

One of the thugs eyed him and sneered, but they all left and after a couple of moments of trying to calm his racing spark, Knock Out glanced over his shoulder to spot Breakdown peering round the door at him. Someone that big should not look that sheepish, he thought. He planted his hands on his hips and cocked his head at him. “Want to tell me why the Sparkeaters are looking for you? And don't cringe like that, come on, do you really think I could hurt you even if I wanted to?”  
“Depends what you'll do if you don't like the answer.” Breakdown muttered, emerging from the storeroom when it was clear the gangsters had definitely gone. Knock Out could see the bright, fearful gleam of his eyes even from his spot near the door, and he sighed.  
“I'm not going to give you over, that's for sure. Quite aside from all the work I put into keeping you alive, if I go running after them now and say-” he put on a high, false-cheerful voice, “- ‘sorry gentlebots, my mistake, he was hiding in my back room the whole time’, they'll rip my arms off for lying to them. And besides,” he paused, offered a little smile, “we're friends, aren't we?”

He hesitated, and Knock Out’s smile slipped a little. “You’re my boss.” Breakdown said warily, “Last boss I had practically sold me to the Sparkeaters.”  
“I’m not planning to do that. You’re worth more than they can afford.” He relaxed a little, holding out a hand, and Breakdown felt his spark jump in his chest before he could stop it. It should not make him feel so much bigger just to be told he had worth, he chided himself, and yet... “Come on. This sounds like one hell of a story. Trust me?”

He sagged, nodded, then glanced around warily before closing the distance between them and speaking in a low voice. “Fine. It’s gonna make me sound crazy but… I used to be a construction worker. Welder. We got contracted to do some work for the Sparkeaters- I don’t even know what we were building, we didn’t ask questions- and it was all going great until one of their bosses turned up to check on it. He was just walking through the site, then suddenly he stopped dead and just stared at me. Next thing I know his cronies are grabbing me and one of them smacked me in the head, and when I woke up I was strapped down on a table and this weird purple bot was rooting around in my chest.” He paused, watching Knock Out’s face as he winced. Clearly the doctor was drawing the same conclusions he had at the time. He shook his head, closing his eyes for a moment to try and block out the prospect. He’d spent enough time freaking out about that already.

“Not… like that. I thought it was going to be like that, but he was just prodding stuff and muttering about… I don’t remember, I was still kind of glitched from being hit. But eventually he left and I managed to cut the restraints with my welding torch-” He tapped his wrist to indicate where it had once been, though Knock Out had probably found it when he rebuilt him, “-and snuck out. I don’t know how long they had me but they’d found where I lived, raided the place, took all my credits, and… I didn’t know where to go. I got desperate, thought if I could win a fight in the arena maybe I’d be able to buy my way out of the city before they found me. I mean, obviously, that didn’t work.” He ran his hand up his arm, over the new plating Knock Out had given him, orange eyes lowered beseechingly to the medic’s face. “But I’m pretty sure if they find me… I don’t want to know what they’ll do if they find me.”

“Then they won’t find you.” Knock Out told him, his own eyes bright in the dim back of the workshop. “They think you’re dead. But if they were messing with your spark… hmm, that’s interesting.” He turned away, crouching to dig through some datapads in a drawer until he found the right one and flicked through it. “I didn’t notice anything weird about it. I was a little too busy trying to stop it guttering out, but I can take a look now if you want… that’s, er, not a come-on.”   
“No thanks..” Breakdown winced, taking a step back when Knock Out glanced up at him, “Not that I’d mind you coming on to… scrap, that’s not what I meant. It’s not like I don’t trust you, but-”  
“No no, it’s fine. You’ve been molested enough for one lifetime. I’m curious, but I’m not going to strap you down or anything.” He might make some enquiries though… hmm.

Fortunately a knock on the door broke the tension, and both of them looked up in time to see a faceless head lean around the arena-side entrance, followed by an arm being held in another hand. “Soundwave.” Knock Out greeted the gladiator warily. “Let me guess, I should see the other bot?”  
A single, silent nod. Breakdown took the opportunity to sneak back into the back room; Soundwave always made him nervous, it always seemed he knew more than he said. But then, he said very little. Still, he could feel his unseen eyes on him as he departed, and he wondered how much he had heard.

**Notes for the Chapter:**

> Okay. I lied. It's not a oneshot. Still don't expect anything like a regular update schedule though, I wouldn't want to disappoint anyone like that.
> 
> Knock Out's office somewhat inspired by Vaclav Koller's office from Deux Ex: Mankind Divided. I had this chapter in mind when I started playing the game and when I saw that bit I was like 'yes, this is exactly what it would be like.'  
> Suggestions? Theories? Comment!


	3. Chapter 3

Soundwave didn't give any comment on their conversation, but he was talkative in his own way and evidently he had his own problems. He relayed to Knock Out via snippets of recordings that the pit manager- greedy son-of-a-scraplet - had decided to make a big event of pitting him against Megatronus. ‘Two undefeated champions, fighting for the ultimate glory! Think of the money!’ Soundwave had played back while Knock Out carefully welded his arm back on, then after a pause he'd played it again at triple speed, the managers voice turned into a high-pitched mockery. Knock Out couldn't help but smirk, glad to see that even the Arena elite didn't think much of their boss. He couldn't say he blamed Soundwave for being unhappy about it, though. He'd been given a week to prepare to go up against a bot famous for killing anyone who stepped into the ring with him, and though his face- if he truly had one- was hidden beneath the visor-screen Knock Out felt him wince under his hands as he tested out the repaired joint. It would take time to fully heal. 

Still, he replayed a thanks from someone when Knock Out offered him a tune-up, and that took up most of the rest of his morning and left him with little time to think about Breakdown. Which was definitely a good thing. The big bot was gorgeous- of course he was, Knock Out had built him!- and now with the mystery of his past the medic found his thoughts wandering to his assistant while he worked. At least until he accidentally tweaked something he shouldn't have and Soundwave hissed static at him, reminding him to focus. Eventually he was through with the gladiator though, and with his office empty once more Breakdown dared to leave the storeroom.

“Do you think he heard us talking?” the big bot asked, a worried frown taking up residence on orange faceplates, and Knock Out shrugged, moving to the sink to wash the various fluids from his hands.

“No idea. And frankly, who cares? He's a gladiator; even if he doesn't get killed in the arena next week he spends too much time working to avoid it to bother with gang business. Soundwave is the last person we have to worry about.” he said, drying his hands and inspecting his claws, “No. If anyone's going to go snooping into this it'll be me. I thought I knew every shady quack in Kaon, I won't have someone bulldozing their way into my territory and stealing my customers- I mean, threatening my patients.” he corrected himself when Breakdown gave him a weird, worried look. “What?”  
“You're gonna cross the gangs like that?”  
“Just a few discreet enquiries. Nobody has to get hurt, I just like to know what's going on.”  
“Hrmm… well… if you're sure. Just don't let it get back to me.”  
“You'll be fine.” Knock Out patted his arm nonchalantly as he wandered past to get to the storeroom, “Trust me. Your own twin wouldn't recognise you now, if you had one. You're completely safe with me.”

Somehow, Breakdown didn't find himself all that reassured. But the gangsters didn't return and nobody seemed to be paying him any more attention than usual as he went about his business around the Pits. Wherever he went it seemed the only topic of conversation was the upcoming spectacle; Megatronus versus Soundwave, the untouchable champions of the ring finally facing each other in a no-holds-barred brawl that, so they said, promised to bring the biggest crowd the arena had ever seen. The atmosphere in the tunnels was charged with excitement and whispers and rumours flying every which way, ranging from plausible to downright idiotic. The fight would be rigged, the two were ex-lovers fighting for their honour, Megatronus had died of his wounds and been secretly replaced, and they needed to get rid of the imposter in spectacular fashion. Even Breakdown, new as he was, didn't believe that. Megatronus had always seemed untouchable, indomitable, even when he'd needed Knock Out to patch holes in his plating or reattach limbs he had never seemed particularly ruffled.

Amid the fervour, Megatronus‘ arrival in Knock Outs office a few days after the announcement came with remarkably little fanfare. The doctor was up to his knuckles in some unfortunate’s eye socket at the time, picking out bits of glass from a shattered optic while Breakdown held a dish for him and looked the other way, trying not to purge his tanks, and as such the big bot was the first to notice the gladiator’s looming presence. Knock Out noticed the clink of glass as Breakdown stepped back a fraction, glanced up and smiled as though he didn't find the gladiator remotely intimidating. “Megatronus, I thought you'd been given the week off from fighting?” he inquired pleasantly, pausing for a moment.  
“I have. Finish what you are doing, Knock Out, I only wish to ensure I am fully functional for my next battle. There is no urgency for once.”

Knock Out gestured for him to have a seat, and Breakdown couldn't quite resist watching him as the gladiator settled on one of the exam tables in the back of the room. He was huge and heavily armoured, broad shoulders only accentuated by the spiked guards there, like some ancient hero from tales told over rations by the older construction bots. The kind of bot who should be leading armies, not fighting in a pit.

Megatronus noticed his gaze upon him and cocked his head at him, scarlet eyes calculating. “I do not believe we have met?” he asked, and Breakdown took a moment to realise who he was speaking to.  
“Oh! No, uh, not in person as such. I've heard of you, er, sir? I'm Breakdown. I work for Knock Out.”  
He heard the doctor sigh behind him and cringed internally. Was he so obviously starstruck? But Megatronus merely chuckled, the sound oddly roughened. Damage to the voicebox at some point? Breakdown couldn't say.   
“I hear that a lot. My reputation is a double-edged sword; most know me by sight but few dare to speak to me frankly. Please, call me by my name. I would not consider myself your better.”  
“The king of the pits is humble.” Knock Out remarked, giving Breakdown a prod with a pointed finger to get his attention and dropping the last remains of the shattered optic into the dish. “Third drawer down on the far right, I believe I have something that should work as a replacement for this.” Breakdown refocused with a mumbled apology and shuffled off to obey, listening to Knock Out reassure the half-blind patient that there was no reason to worry, he had very reasonable payment terms to suit every credit balance and his work was the best to be found in Kaon. Sure, that was rather like saying you were the best flier in a tank squadron, but it seemed to reassure well enough that the bot stayed still and let Knock Out fit the replacement optic with minimal fuss.

Once that patient was dealt with and sent on his way, his wallet substantially lighter, Knock Out turned his full attention and his charming smile to Megatronus. “A full service, then? You seem pleased to be fighting Soundwave.” he inquired as he approached. He didn't seem overly afraid of the gladiator despite being dwarfed by him, Breakdown thought, though there was a measure of respect in his tone that few others warranted.   
“It is always rewarding to face a challenging opponent.” Megatronus replied, holding up an arm for Knock Out to strip the plating and begin his work. “And a challenging opponent he will be; I have seen him fight, his agility is matched only by his deviousness.”  
Knock Out hummed in agreement, letting the gladiator speak as he directed his assistant to lift the heavy armour segments off and expose the internal workings beneath. Breakdown hadn't quite gotten used to seeing others like this, hadn't even realised that plating could be disconnected so without substantial pain, but Knock Out had explained to him that the neural net beneath could be blocked, persuaded to ignore stimuli like that. Despite his name, he'd said with a coy smile, he preferred his patients awake while he worked.

“Doesn't the crowd bother you?” Breakdown found himself asking, and though his spark stuttered slightly when Megatronus’ gaze fell upon him he forced himself to speak normally, “All those eyes on you? Especially when this fight’s supposed to draw the biggest crowd ever.”  
“Hmm. Once, perhaps, but no longer. They are there to see me, and perhaps if they are watching, they will listen as well. I have ideas, and if I win this fight, I will have an audience for them.”  
“Dangerous things, ideas.” Knock Out remarked as he tweaked a small gear back into place with delicate twitches of his claws, but Breakdown saw the way he glanced towards the gladiators face, cautiously curious. “If they reach the wrong audials.”  
“This is an idea for everyone, I believe. That is the point, in fact; we live in a world that oppresses us, binds us all to roles chosen for us by others and blinds us to the idea that things could be different. And yet here I stand, living proof that we are capable of so much more than what we are assigned, so change must be possible. If a miner can become a warrior, why could an Enforcer not be a senator, or a scrapper a medic? Do you not agree?”

Knock Out was silent, brow ridges drawn together and his claws still on Megatronus’ wiring. Breakdown was certain the medic must hear the thrum of his own spark; he, at least, saw the truth of Megatronus’ words. He was as much proof as the gladiator after all; nobody would believe a construction bot could be a doctor's assistant and yet here he was.  
“I do.” he said, his voice low, “I do agree but… it's blasphemy, isn't it? To say something like that in public?”  
“It's the kind of blasphemy that gets you a short trip to the smelting pits.” Knock Out said, and Breakdown flinched as the medic’s sharp eyes flicked to him, narrowed in warning. He didn't hold his gaze for long though, turned back to Megatronus and focused on repairing a torn line in his shoulder as though nothing had been said.  
“That,” Megatronus remarked after a few eternal moments of silence, “Is why nobody is willing to say it. But I do not fear that fate; I expect it every day. If I speak in front of the crowd then perhaps they will remember my words, they will tell others. One bot with an idea can die, but they cannot kill an idea once it had escaped into the world. Are you going to try to stop me, Knock Out? Do you disagree with my words so strongly?”

For a moment, Breakdown thought he saw anger flash across Knock Out’s face, but he quickly realised his mistake as the medic snapped at him to reattach the plating on Megatronus’ arm and moved to strip the other one, his own plating flared up, his fans running and fingers twitching with… yes, fear. He was afraid. But of what? Breakdown didn't quite dare ask, just got to work with Megatronus’ calculating gaze upon him.

They worked in silence after that, Knock Out apparently unwilling or unable to quip or flirt as he usually did. Breakdown thought he spotted his wheels twitching a few times, but he didn't comment or say anything at all until Megatronus had gone. The moment the door clicked shut behind the gladiator, Knock Out seemed to relax immediately, only to flare up and stiffen again when he noticed Breakdown watching him. “What? Don't stare at me like that, you should be used to how stunning I am by now.”  
“Never seen you so freaked out. He was just saying what everyone down here thinks.” Breakdown said, then backed off as the doctor advanced on him.  
“Keep your voice down!” He hissed, getting right in close and standing on tiptoes to get in his face. Breakdown could feel the hot air from his vents, hear the whirring of stressed fans. “It’s not that I don’t agree, you’re testament to that” He continued, his voice lowered, “but I quite like my life, and unlike Megatronus I care whether I lose it or not. So he can start spouting revolution all he wants, but I won’t be sticking my neck out just yet.” 

Breakdown held his intakes until he backed off, then sighed out in a whirr. He didn’t want to offend his boss by disagreeing with him; that seemed like a great way to end up on the street, expensive upgrades or no. “Why don’t we just… see how the crowd reacts? I think a lotta people will agree with him. And they can’t arrest the whole of Kaon, right?”  
Knock Out paused, his shoulder plating twitching as he considering his options. “Fine. You do what you want. We’re not talking about this any more today.” He said shortly, then tossed a rag at him and disappeared into the storeroom. “Clean off the exam table while we have time, I have some inventory to sort out.”

Breakdown sighed and got to work, trying to put the whole incident behind him and distract himself from the strange knot in his stomach. Megatronus was right, something in his spark told him so, but he could also see Knock Out’s point. Talk like that, talk that upset the order of things, was dangerous. He’d known a few people who’d started spouting off and disappeared within days. But they couldn't do that to everyone, right? Not a whole crowd at the arena.

A few patients came and went during the afternoon and Knock Out barely spoke to him, except to tell him to hold something or fetch something or put something away. Clearly, a nasty little bug in his processor told him, his agreement with Megatronus had mortally offended the doctor and any moment now he was going to snap and send him packing, out on the street where he belonged. But the evening rolled around and that didn't happen and finally, finally the tension broke.

“Breakdown?” Knock Out’s rich voice distracted him from his tidying and he straightened up so fast he nearly hit his head on a dangling leg. “There's no need to look so worried.” the doctor assured him as he turned to look at him. “It's just… been a long day. I was wondering if you wanted to go for a drink? My treat?”  
Breakdown was so thrown that he just blinked at him for a few moments. “What… like, highgrade?”  
“Yes, exactly like that. You know, for fun?” Knock Out quirked a brow ridge at him, his little smirk amused.   
“Oh… yeah, sure, that'd be great.” he managed, still a little stunned by the offer. He wasn't used to having the kind of friends who could afford such luxuries, and the prospect of being invited out by Knock Out kicked his fans into action. No, he reminded himself sternly. That wasn't appropriate, it wasn't like this was a date or anything, just a drink with a friend. “I never had that before, I'd love to.”  
“Well in that case, I have to insist,” Knock Out chuckled, turning to head up to his quarters above the workshop, “Give me an hour to get ready and I'll meet you back down here.”   
“Okay.” Breakdown watched him go, a little unsure what had prompted the sudden generosity. Of course, he wasn't complaining, but he knew nothing in life ever came for free.

**Notes for the Chapter:**

> Okay I lied it's gonna be shippy. I can't help it, I love these two. I have no idea how long this will be but I'm starting to get ideas for an endpoint in the far future. Any questions, comments or ideas will be appreciated, drop me an ask at spamformers.tumblr.com or kaidashade.tumblr.com!
> 
> I don't bite, honest, and I'd love more people to gush about robots with.


	4. Chapter 4

The bar was the kind of establishment for which ‘seedy’ was a high compliment. Breakdown had heard of such places, of course, but mostly as the kind of thing the instructional holovids of his youth had decried as dens of vice where no sane bot would waste their hard-earned money or precious free time. Not that anyone he'd grown up with had enough of either to indulge much anyway. A fizzling neon sign over the doorway and the muffled cacophony from within were the only signs that the bar was even there, and yet Knock Out transformed just beyond the alley that led to its entrance before Breakdown even spotted it, and he had to slam on the brakes to avoid ramming his boss in the legs. He was still getting used to the new alt mode, bigger and heavier and far more powerful than he'd ever dreamed of, and the swirl of vertigo when he transformed and rose to his full height still hadn't gone away. 

He tried not to show any nerves as he followed behind Knock Out; the doctor walked like he owned the place, exuding confidence that drew a few eyes as they entered. Breakdown reminded himself firmly that he was huge now, he towered over at least half of the patrons in here, but he could feel eyes on him, sizing him up. He was far from the most intimidating bot here; most of them bore scars on their plating, missing fingers or optics, or the decals and marks of the local gangs. His spark shrank as he spotted a group of Sparkeaters in the corner, their glowing dentae bright in the dim, smoky room. The biggest of them easily outweighed him and looked even bigger with the way he sprawled across the couch, a speedster about Knock Out’s size tucked up under one arm and a tiny two-wheeler in his lap. He realised he was staring and shook himself out of it when Knock Out tapped his arm, reaching up to pull him down by the shoulder. “Don't worry about them” he said, speaking low into his audial so that nobody else would hear, “You're just another bot in just another bar, you're invisible. Besides,” a little smile quirked the corner of his mouth, “I've been under his hood and trust me, you could take him.”

Breakdown felt his face heat slightly at the purr in Knock Out’s voice, but he didn't have a chance to respond as the doctor caught his hand and tugged him to the bar. His flashy paintjob served him well in getting the bartender's attention, and it seemed they knew him here judging by the greeting he got.  
“Been a while, Knock Out,” the big, yellow bartender rumbled. Some sort of construction model, Breakdown thought, a crane or something, “Was startin’ to think you'd found another hole in the wall. The usual?”  
“Please. And something less potent for my friend here, he's new to this.” Knock Out smiled, patting Breakdown’s chestplate as though they'd known each other for years, rather than a few weeks. “Don't worry though, I’m as loyal as they come as far as my drinking dens go. I've just been busy the last month or so.”  
“You got it,” the bartender nodded and turned away while Knock Out hopped up on a barstool, tugging Breakdown onto the one next to him. Soon enough a glass was set before each of them, the contents glowing Energon-blue in Breakdowns and an odd shade of magenta in Knock Out’s.

“Don't drink it all at once” The doctor advised, downing his regardless, “if you're not used to it it’ll hit you like a brick to the face and I don't want you bouncing off the walls or starting fights.”  
Breakdown nodded and sipped at it, surprised by the tingle on his tongue. “Good?”  
“Yeah, it's not bad. You… come here a lot?”  
“Now and then when I want to blow off some steam.” Knock Out rolled his shoulders and settled his elbows on the bar, and Breakdown found himself keenly aware of how close he was, how his finish gleamed in the bars sickly yellow lights. The gold on his wheels seemed to stand out more than ever, and Breakdown forced his eyes down to his glass. He couldn't think that way about his boss, not when Knock Out was so far out of his league anyway.

Still, they talked and they drank, carefully avoiding topic of Megatronus even though the conversations around them often turned that way, to the upcoming fight. Knock Out seemed to relax after a couple of drinks, his eyes glowing brighter and warmth radiating from his body. He laughed easily, and every time Breakdown found himself having to disable his fans so the other wouldn't notice how it affected him. Maybe he could blame it on the highgrade. 

They'd been there maybe an hour when Knock Out happened to glance towards the door and stiffened, then leaned into Breakdown abruptly and hissed “Put your arm around me!”  
“What?”  
“Do it! Carefully, don't scratch me.” Breakdown blinked at him for a moment, then realised he was serious and put a massive arm around him with utmost care. Knock Out pressed up against his side and his fans kicked up a gear at the heat radiating from the smaller frame. He felt tiny and fragile like that, especially when he threaded his fingers through Breakdowns and laughed, a little too loudly to be real. A couple of minutes passed before he relaxed again, venting a sigh of relief. He didn't move away though.  
“Uh… Knock Out?”  
“Hm? Oh, right, ex walked in.” he explained, letting go of Breakdowns hand so he could take back his arm if he wanted to. Knock Out, however, still seemed disinclined to move. “Well, I say ex… you know how it is, you ‘face with someone a couple of times and they think they own you.” he shrugged.  
“I… can't say I ever had that problem.” Breakdown admitted, then before he could stop his mutinous tongue it added “I was never half as gorgeous as you thought.”

He regretted the words as soon as they left his mouth and he felt Knock Out’s eyes on him, piercing red rings bright in the dim light. Neither of them said anything for a moment, then Knock Out looked away and chuckled, and Breakdown felt the faint vibration of his fans against him. “Well, I am incredible,” he said, brushing a speck from his forearm. “But you're not without your charms. People have been checking you out all night, you know. One of them might even want to take you home…”  
Breakdown’s arm tensed around his back and he glanced around nervously, half expecting half the bar to be staring at him.

Slim fingers touched his face and his vents hitched, his gaze dropping to find the twin, bright rings of Knock Out’s eyes mere inches from his own. There was an easy smirk on the doctor's face and Breakdown found himself paralyzed by it, not daring to move or speak or even hope. “No need to look so frightened.” Knock Out purred, his claws trailing down to cup his jaw, “I meant me. If anyone else wants you, they can fight me for you.”  
“O-oh…” Breakdown managed, still stunned. Maybe Knock Out was more overcharged than he’d thought; he'd heard it could make you do impulsive,stupid things. Maybe he'd had more than he realised, because he wanted very much to-  
“Come home with me?” Knock Out cocked his head, still very close, and Breakdown found himself putting a hand on his waist when he wobbled a bit. The doctor glanced down at it, shifted to lean a little more into the touch. “If you want to of course. It'll be fun.”

It was a bad idea. He shouldn't do it, he should say no, put Knock Out back on his stool and let things go back to how they'd been ten minutes before.  
“Okay.” he said faintly, and Knock Out grinned and tipped his head to brush his crest against his cheek before he backed off, and Breakdown found himself drawn after him, out of the bar and out onto the road, his engine roaring to keep up with Knock Out when they transformed and raced back to the Pits.  
\-----------  
Knock Out woke the next day with an ache in his processor that seemed to be trying to bore its way out through his eyes, and he groaned and rolled over on the berth to escape the greasy sunlight drifting through his window. His arm clanged against something warm and he froze for a moment. Who… oh, right. He relaxed, then after a moment's hesitation shifted a little closer to Breakdown’s bulk. He could allow himself a few moments, right? Breakdown still seemed to be fast asleep, and Knock Out relaxed against him and let his mind wander as the memories of the night before booted into his consciousness. It had been good, he thought, though the ache in his chest made a lot more sense now. He'd been spark-to-spark with plenty of other bots, sharing their pleasure, their emotions, their memories even sometimes, but there had been something different about Breakdown. He didn't think he'd ever felt such reverence as the other had shown him, felt so worshipped and wonderful. Nothing had been held back; due to inexperience, most likely, but Breakdown had had enthusiasm to make up for it, and as Knock Out shifted to gaze up at his face he couldn't help but smile at the mundane flicker of the others memories that flitted through his thoughts. That, he thought, was the nicest part sometimes. He, of course, was far more guarded.

Breakdown shifted against him and he scooted back as much as he could on the cramped berth. It had fortunately been made for bots bigger than Breakdown, but not really for two, and when the bigger bot rolled over his arm fell across Knock Out’s waist. The doctor didn't exactly mind, and took that as an invitation to press closer again. Breakdown groaned quietly and cracked open an eye, and after a moment he managed to focus on Knock Out’s face. The doctor smiled, and he was halfway through reaching up to touch his face when Breakdown frowned and sat up sharply, looming over him.

“What in the Pit are you?”

**Notes for the Chapter:**

> So I still have no idea how long this is going to be.
> 
> Special thanks to Alisette for the phrase ''Knock Out's build-a-husband workshop" and for squeeing at me and encouraging me to keep writing this, and thank you to everyone who's commented and kudos'd. Thank you for validating my garbage.


	5. Chapter 5

Knock Out’s spark dropped. “What?” he asked, shifting away from Breakdown only to feel the big bot’s arm tighten over him, pinning him as Breakdown towered over him. “Breakdown, let me go…” he tried to be firm, but his wide, fearful eyes gave him away. Breakdown didn't move.  
“Answer me.” he growled. Knock Out knew exactly how big and strong Breakdown was, he'd built his body after all, but there was a difference between knowing and feeling all that weight holding him in place.  
“I don't know what you mean!” he rasped, squirming beneath his grip only to still abruptly when Breakdown put more pressure on him, the metal of his chestplate creaking alarmingly. He gasped, high and pained, but Breakdown didn't relent.  
“You… I saw things last night. Your memories.” He growled, a little calmer but still angry and… perhaps a little afraid? Knock Out couldn't fathom why, “You carving people up...”  
“You know I do that!” he protested,  
“Yeah, dead ones! Not… not when they're still online!” Breakdown’s voice was rising and Knock Out was terrified someone was going to hear him.  
“Breakdown-”  
“No! You're not a doctor. So what kind of psycho are you?!” he demanded, and Knock Out cried out as his chest creaked under Breakdowns grip, grabbing his wrist in a futile attempt to stop him.  
“It's not what you think! It's not- let me up! Let me go and I'll tell you everything, I swear, please Breakdown! We're friends, aren't we?!”  
“Are we?” 

 

The moment hung, silence falling save for Knock Out’s panicked vents. Breakdown could kill him, crush him right here. He looked like he might, glaring into Knock Out’s pleading face. But after what felt like an eternity the weight on him vanished and he scrambled up, vents rattling as he glanced towards the door. Breakdown saw him look and pushed himself up and past him, blocking his exit. “Start talking.”

 

It was pointless to protest. He sighed heavily. Breakdown was right, he admitted. He wasn't a real doctor, not the way people thought of it. He hadn't been trained in some fancy school, hadn't passed any tests or gotten any kind of qualifications to speak of. It was only thanks to luck and stubbornness that he could even read. It revolted him to say that, and he thought he was going to purge his tanks as he forced out the truth he'd kept buried deep, the life he'd left behind.

 

He hadn't been sparked to save lives, to fix people. He'd been the bottom of the pile; a scrapper dragging the dead back to the smelting pits to be recycled, made into something useful. Everyone had seen them; drab, black bots with pale, soot-smeared faces who scurried through the city like cyber-rats as they went about their unsavoury- but necessary- work. Nobody liked to get too close to them, or even think about them too much, unless they had to bring a loved one to the pit for a final send off.

 

The thing was, Knock Out said, holding up a hand when Breakdown gestured for him to get to the point, the thing was that sometimes you found bots who weren't quite dead yet. What you were supposed to do was just leave then, move on to the next one and come back to collect later, but that didn't sit well with the scrappers. They had a code of honour of sorts. And that meant you didn't leave anyone to die alone, to suffer like that. And… well, sometimes that meant helping things along a little. Drugs overdoses, starvation, awful injuries, disease, Knock Out had seen it all, and a swift drill to the spark was all the mercy he could offer.

 

“You could have done something.” Breakdown said, unconvinced.  
“I could now. But back then I only knew how to take a bot apart, not how to put them back together. Believe me, I wanted to help. We did what we could.”

 

The other thing about being a scrapper, he continued, was that it was unimaginably dull if you had more brain than a turbofox. For someone like Knock Out, it left a lot of time to think, and to observe. And that, he said, was what he had started doing. He'd realised, in the process of taking bots to pieces, that they all basically went together the same way and that there was no reason you couldn't take the fuel tank out of one bot and put it in another one, if you were quick and careful about it. And he was careful; he had steady hands and was more accurate with that saw than anyone else he knew, and faster at his work. But of course, he could never test his theory, because most of the bots he encountered were either dead or dying too far from a source of parts for him to try it.

 

All that was to change, however. “I'll never forget the first one,” KO said, meeting Breakdowns eyes. The big bot seemed to have been drawn in by his tale, or at least he wasn't glaring at him quite so fiercely. “We used to get piles of corpses hauled in from the arena every day, and it just so happened that one day when it was my turn to stay at the smelting pits and deal with that, there he was. He scared the scrap out me when I touched him and he groaned, but then I realised I had the perfect opportunity. I was alone, surrounded by corpses, and one live bot who would die anyway without my help. He’d taken a sword or something through the fuel tank, clean, not much damage to anything else but definitely fatal if I didn’t do something about it.”  
“Did it work?” Breakdown had leaned in a little, and Knock Out suspected he'd be able to dash past him and escape, but then he'd have to deal with the fact that Breakdown was still in his room and probably still angry. He hummed thoughtfully.  
“Sort of. It was… messy, I didn't think it through properly and there was an awful lot of… screaming. From both of us. And the new fuel tank leaked a bit at the seams. Real botch job I'm afraid to say. But he didn't die! And he was very grateful to me once he figured out I wasn’t trying to kill him. So that encouraged me to keep practising- on dead bots, mostly, and then when I found live ones who needed help I could do a better job.”

 

He soon started gaining a reputation, he explained. People snatched from the jaws of death told their friends about the experience, apparently, who would have thought? People started coming looking for him. Those people, he quickly discovered, were willing to pay for his help and his time, in money or energon or favours, and he took full advantage. For the first time in his life he had money to spend, and he used it to buy medical texts and tools from the kind of shady bots who could get you anything for the right price and didn't ask why you wanted it, and he stayed up long nights reading by the glow of the smelting pits. The other scrappers caught on pretty quickly, but less dead bots meant less work for them and they didn't rat him out, and in return he made sure that they stayed healthy and that their injuries were treated. It was a good setup, for a while.

 

But nothing good could last, it seemed. Gaining a reputation meant that sometimes someone said something to the wrong people, and sometimes those people were the official type who came asking questions. “I mean… it's not strictly speaking legal, what I'm doing…” Knock Out confessed sheepishly, watching Breakdown carefully for a reaction.  
“I kinda figured that out already.” Breakdown admitted, “But me and a whole lot of others aren't complaining. Keep going.”  
And Knock Out did. The first time they'd come calling he'd managed to hide all the stuff he'd bought and played the idiot so spectacularly well that they'd decided no, there was no way he could possibly be the back-alley doctor they sought. But after that he'd panicked. He had to disappear. He had some money saved and some contacts by that point, and a plan had formed…

 

“I made a few deals with people. Sold off or traded a lot of the books, stashed the tools with a friend. And then I went to see a bodywork specialist I’d traded with before. Offered her my entire stash of spare parts in exchange for a little makeover.” Knock Out said, patting his own gleaming chestplate. “The old me died on her operating table, as far as everyone knew. We made a very convincing double and I arranged for it to be ‘found’ by my old colleagues. And then I worked for her for a while, built up my name again with a lot more credibility and eventually, I ended up here. So…” he shrugged, “Congratulations, Breakdown. You now know enough to destroy me. What do you plan to do with that?”

 

There was a long silence, Breakdown looking him up and down as he thought it over. It wasn't what he'd thought at the beginning, clearly, but Knock Out couldn't tell if he actually believed him or not. Personally, he thought that if he was lying he would have confessed to something a little less incriminating. He eyed the door again, wondering if he could get past before Breakdown could slam him into a wall or something.

 

Breakdown shifted, and he flinched, but the big bot stepped aside and held out his hand. “You saved my life. And besides, we're friends, aren't we? I’m... sorry for attacking you.”  
“Are we?” Knock Out asked, but he was smiling as he placed his own delicate hand in that massive one. He felt Breakdown’s fans whirr, and he looked up to see that he'd averted his eyes and looked faintly embarrassed.  
“Well… I dunno about you but… friends don't usually do what we did last night, do they?”  
“That very much depends on the friends. It was very good though. I could be persuaded to be that kind of friends…” Knock Out purred, letting his fingers trail up the inside of Breakdowns arm. He could feel the metal warming under his touch; Breakdown was so easy to rile up, he thought. “But maybe we should think about that a little more before we go taking any great leaps. I like you, but I don't give my spark to just anyone.” Breakdown drooped a little, disappointed but not surprised. “That's not a no. Talk to me about it again after the big fight. I wouldn't say no to another night with you though.”

 

He drew away and slipped out of the room, leaving Breakdown to follow him in his own time. He would have to keep a close eye on him, he thought. If Breakdown proved disloyal, it could cost him his life...

**Notes for the Chapter:**

> Welp, there you have it, Knock Out's whole backstory summarised conveniently. I've had this backstory in mind for a while and I really wanted a way to work it into this, even if this is a little clunky. It just makes sense to me because Knock Out is really not built like a normal medic; what kind of doctor would be equipped with a saw and a drill if he hadn't been intended for something else first? The scrapper thing stems from his apparent ability to disconnect 'body' from 'person'- he claims he's totally unbothered by messing with Cylas in Breakdown's body during Thirst, so that got me thinking. The main reason I went for the frame rebuild is his vanity; the reason he's so careful with his finish and his appearance in general is because he didn't always look like that and he knows how goshdarn expensive it was to get himself to look like that.  
> His old alt-mode was more akin to the bastard offspring of a Bedford Rascal and a tow truck than a sports car, so feel free to enjoy imagining him discovering the thrill of speed once he gets the new alt-mode. And the terror of spinning out into ditches before he discovers how to stop.
> 
> Some headcanony things I'm using in this fic, to clear up any confusion:  
> \- Cybertronians don't kiss. It just doesn't make sense to me that they would. They're very tactile instead, touching or nuzzling is more important.  
> \- I've gone for a weird spark sex thing with bonus memory sharing because it seems more reasonable than robot junk. I don't know how common this is but bear with me. I'm not gonna write it out anyway because I'm just not ready to fall that far into this gay robot hell, so feel free to imagine what you wish.
> 
> Special thanks to ElasticPoodle for listening to me ramble about my headcanons ages back, and also for giving me ideas on how this fic is going to end.


	6. Chapter 6

The rest of the week seemed to fly by, and it seemed there was only one topic of conversation on anybody's lips; the upcoming fight between the two champions of the Pits. Megatronus and Soundwave themselves were seldom seen, but the entire arena complex and even the rest of Kaon itself were abuzz with talk of them. The place would be packed, but the audience extended beyond that; clustered around vidscreens in barracks and bars and homes. For Knock Out, it was a welcome distraction from his own thoughts. Breakdown’s discovery of him, Megatronus’ words in the medbay, his conflicted feelings on both of those things. He shoved them aside and focused on work, on fixing people and preparing for whatever the outcome of the big fight was. Unless they both killed each other outright, there was going to be at least one critically injured bot to deal with, and he'd be expected to move the stars and perform miracles to keep the Pits’ biggest crowd-pleasers alive. Sure, he was good, but that was a lot of pressure. 

Meanwhile of course, Breakdown was always there, a reminder and a temptation. It had been good, spending the night with him, and the big bot seemed to have forgiven and forgotten his deception, but he still didn't know where he stood. Or what he wanted. He'd said he'd think about it, but all he'd really been doing was trying not to think about Breakdowns big hands on his plating, the heated ventilations against his neck, the way he-

No. He shook his head resolutely and set down a tool he’d been cleaning rather harder than necessary. Breakdown looked up from the floor he'd been sweeping and raised a brow ridge questioningly. Knock Out shook his head again, waving him off. He was not talking about this now. No, after the fight. Hopefully whoever survived would be enough of a distraction to avoid the awkward conversation a little longer. Speaking of which…  
“It’s almost time. We should get ringside, we're going to be needed.”  
“Oh… yeah.” Breakdown looked like he wanted to say something else, but kept it to himself, for which Knock Out was grateful. 

As they headed towards the arena the noise level grew from a distant murmur to a roar of Cybertronian life; cheering, shouts, the stamping of feet and beneath it all the clang and clash of metal on metal. There was a brief moment of silence as they got close, then an eruption of cheering, and Knock Out caught a glimpse of a gladiator standing over his fallen opponent at the end of the tunnel leading out to the rubber-strewn arena. Or rather, half of his opponent. The unfortunate bot’s lower body was several feet away. Nothing he could do for that one, he thought grimly. What a shame to be killed as a prelude, a warm-up for a crowd waiting eagerly for the main event. Breakdown shifted uncomfortably behind him, plating grinding together as he tensed up, and he turned to consider him. He hadn't been near the arena since his own debut there, he realised. “Breakdown?”  
“‘m fine.” the bigger bot grunted, crossing his arms across his broad chest and leaning his back against the sloping wall of the tunnel as he tried to affect calm. It didn't work very well, the light, erratic tink-tink of his fingers tapping against his arm reaching Knock Out’s audials mere moments later. 

He sighed, shoulder plates ruffling up. “I need you fully functional, Breakdown. If you're going to be distracted, you might as well go back to the medbay and prepare it. There's other bots that can haul injured idiots around for me.” he said, and for some reason that only made Breakdown tense further.  
“No, I'm fine, really! Gotta get used to it, right? Scrap happened, but I'm fixed now.” he protested, a fist clenched against his arm, and Knock Out shrugged.  
“Suit yourself. But they're starting in a moment, so last chance.” he said, but the last words were drowned out by the bellow of the announcer through the stadium and the roar of the crowd that followed, dust falling from the ceiling at the cacophony of drumming feet from above.

Through the open doorway at the end of the tunnel, he saw the evening sun flashing off the gleaming silver of Megatronus’ armour and the glossy black of Soundwave’s visor as the two fighters entered the ring, to a further increase of noise. Megatronus was showy as ever, an arm raised to wave to his adoring fans and a half-feral grin slashed across his faceplates. He was the picture of confidence, and Knock Out suspected that in his mind he'd already won. His opponent seemed more reserved, gazing around at the crowds with that unreadable blank screen before fixing on Megatronus, focused as a laser. “C'mon boss…” a tiny voice murmured from somewhere near Knock Out’s feet, and he glanced down to find that he and Breakdown weren't alone; a little cluster of five minibots stood together nearby. He hadn't seen them before, and judging by Breakdown's expression, neither had he. Pets of Megatronus’, perhaps? Ah well, none of his business.

The two gladiators met in the centre of the ring, saluting each other with their hands over their sparks in a time-honoured tradition of their profession. Megatronus was smiling, confident and apparently entirely relaxed. He said something to his opponent that Knock Out couldn't hear, and Soundwave only gave the barest nod in response, his gaze never seeming to leave Megatronus’ face until they turned and retreated to their own ends of the arena.

A hush fell. The gladiators waited, still, eyes locked, and then a klaxon sounded and the stadium erupted as the two launched themselves at each other, weapons transforming and meeting in a crash and a hail of sparks. A few moments and they sprang apart, only to meet again, blades striking armour, trying to find a seam or a weak spot that could be exploited.

The noise was deafening and Knock Out was perhaps not paying as much attention as he should have been, more concerned with the looming, tense presence at his back. He glanced up at Breakdown’s face, saw his eyes locked onto the fight, and his gaze snapped back to the tunnel mouth as the crowd howled. Megatronus staggered back a step, two, his hand up to protect his face. Knock Out spotted the splash of glowing blue on grey metal. First blood to Soundwave.

The silent gladiator didn’t let his guard down, long arms raised defensively as he stood his ground, giving Megatronus only a moment to recover before he was on him again, using his speed to his advantage as he struck again and again and forced Megatronus on the defensive. The gladiator was forced back, blocking blows where he could and taking them on the thickest of his armour where he couldn’t, then all of a sudden he ducked and lunged forwards, swinging with his arm-blade into Soundwave’s midriff. The dark bot was thrown backwards and forced to shield himself as Megatronus leaped, bringing his blade down over his head and landing with a crash that shook the stadium. The crowd screamed. Breakdown winced. Knock Out put a hand back to catch his arm almost without thinking about it, and he felt the bruiser still instantly. He took his hand back, the whirring of his fans lost beneath the cacophony of the arena.

Soundwave had managed to throw Megatronus off, but even from here Knock Out could see the crack in his visor, the dribbling energon running down his back from his recently-reattached arm. He cursed himself; he could have done a better job on it, forced the gladiator to rest. He hid it well though, still he made no sound as he planted himself again, watching as Megatronus circled him, looking for a weak spot. He didn’t give him the opportunity to find one, lunging for him and feinting with his injured arm. Megatronus brought his arm up to block and Soundwave dropped low, sweeping at his legs. Megatronus jumped over his arm, aimed a kick at his face, and Soundwave ducked beneath it, rolling back to his feet in time to spin and lock weapons with him again, their faces inches from each other. 

Megatronus’ smile was gone, replaced with a snarl that bared all his teeth, made all the more savage by the trail of energon smeared across his face. He lashed out with his claws, ceding ground to force Soundwave to stumble into the strike, but the slender bot had anticipated it and broke away at the same time so that Megatronus’ claws glanced off his good arm. He struck again and Soundwave twisted to the side, the massive gladiator’s gaze following him. He did not see the tentacle that snaked up to wrap around his arm until it was too late.

He was yanked to the side, stumbled, and Soundwave took the opportunity to kick him to the ground as the crowd shouted. Knock Out had never even realised he had those, had never seen him fight with them before. Perhaps he’d never needed to. But Megatronus was no ordinary opponent; even as Soundwave turned to drive a blade towards his chest he had rolled onto his back and his legs were coming up to kick the slimmer bot straight in the chest, throwing him backwards. He hurled himself to his feet and roared, charging him to begin another flurry of viciously traded blows. Soundwave blocked most of them, returned them, but not all, and rents opened in both fighters’ armour, bleeding freely. 

As the fight went on they both seemed to slow, exhausted and losing fuel, and they broke apart again to circle one another. Soundwave was still silent, and someone who didn’t know him might think him unruffled, but Knock Out saw how he favoured his injured side, how his shoulders trembled slightly as he vented heavily. Megatronus was smiling again, his mouth open to pant extra air into overheating systems, but one of his legs wasn’t quite responding right and the grey armour was almost hidden by crystallising energon. This couldn’t go on much longer, he thought.

It was then, in that brief lull, that he noticed the hand on his forearm. He didn’t know how long Breakdown had been holding onto him but he was, huge fingers squeezing gently just below his elbow, in the gap between arm and door. The big bot hadn’t taken his eyes off the fight yet, and Knock Out was distracted by watching his face for one, crucial moment too long. 

A roar of noise snapped him back to the fight, and he gasped audibly at the sight before him. Megatronus was chest to chest with Soundwave, the slimmer bot’s hand gripping his arm as though in an embrace, and for a moment he was confused until he saw the dripping of energon from Megatronus’ elbow where it ran from his blade, buried in Soundwave’s chest. The grey gladiator wore an expression of pure shock, alien on his features, and then his knees buckled and Knock Out spotted the blade protruding from his back.

Soundwave folded with him, unreadable apart from the twitch of his fingers, and his forehead met Megatronus’ as they landed on their knees. Megatronus coughed, his eyes meeting the cracked visor, and for a moment the sound of the crowd seemed to die as something unknown passed between them. Then both slumped, landing in a tangled pile together, and the sound hit Knock Out like a wave as the announcer bellowed the result. 

A draw.  
There had never been a draw before, not in all the Pits’ history. But Knock Out couldn’t focus on that right now; he was already moving, dragging Breakdown with him on autopilot. His assistant realised what was going on after a couple of moments, breaking away to help to carefully separate the two. 

He took Megatronus -the heavier of the two- while Knock Out turned Soundwave over and set to work. The glimmer of his spark was visible through the hole in his chestplate, flickering even as Knock Out cursed. He dimly heard Breakdown call that Megatronus still lived, and gestured for the ring attendants to get the two to the medbay where he could work properly even as his fingers flew to close gushing lines, bypass torn circuitry. The lives of the Pit’s two greatest fighters were in his hands, and management would have his head if he dropped either.

Hours seemed to pass before they arrived back in his territory, and the rest of the day seemed to stampede past him as he worked. Breakdown seemed to know his work almost without being told; fetching tools, clamping lines, holding armour aside, cleaning energon from wounds so that Knock Out could see what he was doing and setting up feeds to replace what was lost. Knock Out didn’t notice it at first; his world had narrowed to include only the next piece of damage, the next broken gear or shattered tank that needed to be replaced or patched. He flitted between the two of them, audials perked for the next alert from his battered equipment that heralded the next failing system, the next emergency. 

Somehow - he didn’t quite know how- he dragged them both back from the edge. The sun had set by the time he stepped back, his talons trembling as they dripped energon onto the floor, and surveyed his work. He swayed, vision blurring for a moment, only to find himself pressed against a solid chassis. He looked up, crimson eyes meeting concerned gold, and he realised that the warm thing wrapped around him was Breakdown’s arm. Oh. That was nice. Breakdown’s mouth moved and he squinted a bit, only realising a moment later that the bot had spoken to him. He repeated himself. “You okay, Knock Out?”

 

It took him a second to fumble a response. “Fine. Fine.” He said, his voice staticky with exhaustion. He placed a hand on Breakdown’s chest, tried to push himself upright only to feel the world tilt alarmingly. The arm around him tightened a moment, then let him go just a little as he pushed himself up more slowly. He left a slender, glowing handprint on the darker blue of Breakdown’s paint, and frowned at it for a moment before shuffling to wash his hands. “They’ll live. Probably. I think. They’re not going to die tonight.” He said, frowning. Why wasn’t his processor working properly?  
“Sit down before you hurt yourself.” Breakdown suggested, and Knock Out found himself being manhandled into a chair. Gently, but manhandled nonetheless. An energon cube was pressed into his hand and he drank, glanced up to see Breakdown doing the same.  
“You did well.” He said absently between sips, and it might have been a trick of exhaustion but he thought he heard the bigger bot’s fans whirring.   
“Just my job. Like you taught me.” Breakdown muttered, hiding his face behind his cube, and Knock Out couldn’t help but reach up and tug him down to sit with him. He didn’t have to go with it, but he did anyway, and Knock Out didn’t quite know what to do with the warmth that bloomed in his chest. He swallowed, searching for words in his lagging processor.

“I need to stay. Keep an eye on them. Will you stay as well?” He asked hesitantly. Breakdown looked him in the eye, their gazes level even though he sat on the floor and Knock Out had a chair.  
“Yeah, of course. You gotta rest. I’ll watch ‘em.” He said. Knock Out felt he should protest, but already his eyelids were drooping, and he just nodded.  
“Wake me if anything happens.” He mumbled, letting himself lean sideways onto Breakdown’s broad shoulder and succumbing to oblivion.

**Notes for the Chapter:**

> Okay so that fucking fight fought my all the way, but I finally got it done! I had it planned for ages, especially the end, it's just getting it down in words.
> 
> I've... had kind of a rough time recently, but fic writing makes a good distraction at least, so there might be more fairly soon. If not, I apologise, I am a flake. You might have figured this out by now if you've been watching this.


End file.
